This paper provides empirical evidence of a relationship between managerial incentives and leverage ratio based on Douglas’s (2006)theoretical hypotheses. We find evidence that there is positively significant relationship between firms leverage and investment opportunities and managerial incentives increase with low leveraged firms, which support our hypothesis that leverage ratio should lower to ensure efficient compensation scheme when investment otcome is high. We also find the different incentive effect between stock-based compensation and cash-based (earning-based) compensation, such as the coefficients of one lagged investment opportunity, CEO ownership and firm size.